Page 294 - Albanian law on entrepreuners and companies - text with with commentary

(5) The Chairman/woman may, with the consent of a meeting at which the legal quorum is
present (and shall if so directed by the meeting), adjourn the meeting, but no business shall
be transacted at an adjourned meeting other than business which might properly have been
transacted at the meeting had the adjournment not taken place. When a meeting is adjourned
for fourteen days or more, at least seven clear days’ notice shall be given specifying the time
and place of the adjourned meeting and the general nature of the business to be transacted.
Otherwise it shall not be necessary to give any such notice.
(6) A resolution put to the vote of a meeting shall be decided on open ballot unless before,
or on the declaration of the result of, a secret ballot is duly demanded. A secret ballot may
be demanded
1. by the Chairman/woman; or
2. by shareholders representing at least five percent of the company's basic capital. A
demand by a person as proxy for a shareholder shall be the same as a demand by the
shareholder.
(7) Unless challenged by a shareholder a declaration by the Chairman/woman that a
resolution has been carried unanimously, or by a particular majority, or lost, or not carried
by a particular majority and an entry to that effect in the minutes of the meeting shall be
conclusive evidence of the fact without proof of the number or proportion of the votes
recorded in favor of or against the resolution.
(8) If the declaration is challenged a secret ballot shall be carried out to determine the
number of votes cast for and against the resolution.

Article 15: Votes of Members
(1) Subject to any rights or restrictions attached to any shares, each share of a shareholder
who (being an individual) is present in person or by proxy or (being a company) is present
by a duly authorized representative or by proxy shall have one vote.
(2) No shareholder shall vote at any General Meeting or at any separate meeting of the
holders of any class of shares in the company, either in person or by proxy, in respect of any
share held by him/her unless all contributions presently payable by him/her in respect of that
share have been paid.
(3) Any objection raised to the qualification of a voter made in due time shall be referred to
the Chairman/woman whose decision shall be final and conclusive. Every vote not
disallowed at the meeting or adjourned meeting shall be valid.

Article 16: Voting by Proxy
(1) A proxy shall be appointed by the shareholder in the following form (or in any other
form which is usual or which the Managing Directors may approve):
“............ShA……..
I/We, ............, of ............, being a shareholder/shareholders of the above-named company,
hereby appoint ............ of ............, or failing him/her, ............ of ............, as my/our proxy to

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